Michael Davis
  1. Partner

Mr. Davis is a partner in Davis Polk’s Corporate Department, practicing in the Mergers and Acquisitions and Private Equity Groups. His broad-based practice comprises of a strategic M&A practice where he advises leading U.S. and multinational corporations and a private equity practice where he advises a number of private equity sponsors on a full range of transactions and portfolio company matters.

The depth of his experience covers many types of corporate transactions, including domestic and cross-border mergers, acquisitions, investments, joint ventures and collaborations, spinoffs and restructurings. Mr. Davis regularly provides defensive and corporate governance advice to his clients and is experienced at advising special committees on sensitive matters.

Work Highlights

Public Company Transactions/Take-Privates

  • Baker Hughes on its combination with GE Oil & Gas and on its proposed $34.6 billion merger with Halliburton
  • Anacor Pharmaceuticals on $5.2 billion sale to Pfizer
  • Warner Chilcott on its $5 billion sale to Actavis
  • Heinz on its $23 billion sale to Berkshire Hathaway and 3G Capital
  • Kyocera on its $3.7 billion take-private of AVX Corporation
  • Thomas & Betts on its $3.9 billion sale to ABB
  • Maidenform on its $575 million sale to Hanesbrands
  • IPSCO on its $7.7 billion sale to SSAB

Private Equity

  • Lightyear Capital and Ontario Teachers’ Pension Plan on the acquisition of Lendmark Financial Services
  • Lightyear Capital on various matters including its investments in Augeo FI, Cerity Partners, Datalot, eCommission, Engage PEO, Lighthouse, Pathlight Capital, Therapy Brands, YellowHammer’s direct-to-brand advertising business and Ygrene, and on its sales of Clarion Partners, Ridgeworth and Wealth Enhancement Group
  • Crestview Partners on various matters including its investments in ICM Partners, Arxis Capital, Key Safety Systems, Protect My Car, Select Energy, Silver Creek, NYDJ, ValueOptions, and Voya Insurance and Annuity
  • Metalmark Partners on various matters including its investments in Innovetive Petcare, Kissner Milling Company, NSC, US Salt and Williams Bio-Energy, and on the sale of WorldStrides

Healthcare and Life Sciences 

  • Anacor Pharmaceuticals on $5.2 billion sale to Pfizer
  • Charles River Laboratories on its $380 million acquisition of HemaCare, $585 million acquisition of WIL Research, $800 million of MPI Research and its proposed $1.6 billion acquisition of WuxiPharmatech
  • Mereo BioPharma Group on its combination with OncoMed Pharmaceuticals
  • Warner Chilcott on its $5 billion sale to Actavis, its $3.1 billion acquisition of Procter & Gamble’s global pharmaceuticals business and on various product acquisitions and divestitures
  • Bristol Myers Squibb on various product divestitures
  • Mitsubishi Tanabe Pharma on its $1.1 billion acquisition of NeuroDerm
  • Cigna on its $3.8 billion acquisition of HealthSpring
  • Smith & Nephew on its $1.7 billion acquisition of ArthroCare
  • Prosensa on its $680 million sale to BioMarin
  • Daiichi Sankyo on the $4 billion merger between Ranbaxy and Sun Pharmaceuticals
  • Shionogi on its $1.4 billion acquisition of Sciele Pharma
  • Biotie Therapies on its $363 million sale to Acorda Therapeutics

Financial Institutions and Services

  • Varagon Capital Partners on its strategic partnership with Aflac Global Investments and the expansion of Its partnership with AIG
  • ORIX Corporation USA on its acquisitions of NXT Capital and Hunt Real Estate Capital
  • Wealth Enhancement Group on its sale to TA Associates
  • The SPF Securitized Products Fund team on the formation of SPF Investment Management and spinoff from Credit Suisse Asset Management
  • Dai-ichi Life on its investment in and strategic alliance with Janus Capital Group, and in connection with the merger of Janus and Henderson
  • RidgeWorth on its $472 million sale to Virtus Investment Partners
  • Clarion Partners on its $585 million sale to Legg Mason
  • The Neuberger Berman Greater China Investment Team on the formation of Green Court Capital Management and spinoff from Neuberger Berman
  • Credit Suisse on the spinoff of DLJ Merchant Banking Partners into aPriori Capital Partners
  • The $3.9 billion sale of Putnam Investments to Great-West Lifeco

Industrials and Energy

  • Baker Hughes on its combination with GE Oil & Gas
  • Baker Hughes on the sale of its industrial steam turbines business to GE Power
  • Equipment Depot on its sale to Mitsubishi Logisnext
  • ABB on its $2.6 billion acquisition of GE’s industrial solutions business
  • TRATON SE on its minority investment in Navistar and on its procurement and technological development joint ventures with Navistar
  • Baker Hughes on its proposed $34.6 billion merger with Halliburton
  • Basic Energy Services on its proposed $2.9 billion merger with Grey Wolf
  • Thomas & Betts on its $3.9 billion sale to ABB
  • Crestview on its investment in Key Safety Systems and subsequent sale to FountainVest
  • IPSCO on its $7.7 billion sale to SSAB and on its $1.5 billion acquisition of NS Group
  • Ford on the restructuring of its arrangements with Visteon

Consumer and Retail

  • Maidenform on its $575 million sale to Hanesbrands
  • NYDJ on its sale to Sunrise Brands
  • L Brands on the sale of La Senza to Regent LP
  • Heinz on its $23 billion sale to Berkshire Hathaway and 3G Capital
  • Brinker International on its acquisition of Pepper Dining Holding
  • S&M NuTec on its sale to Mars Inc.

Technology, Media and Telecommunications

  • Bertelsmann in connection with its Penguin Random House venture with Pearson and its SonyBMG venture with Sony
  • RTL Group on various transactions including its investments in Clypd and VideoAmp
  • Penguin Random House on the sale of its author solutions and Fodor’s businesses

Joint Ventures, Partnerships and Strategic Alliances

  • Baker Hughes on its aero-derivatives joint venture with GE Power and GE Aviation
  • Varagon on its new strategic partnership with and minority investment by Aflac Global Investments
  • Bertelsmann in connection with its Penguin Random House venture with Pearson and its SonyBMG venture with Sony
  • Dai-ichi Life on its investment in and strategic alliance with Janus Capital Group
  • TRATON SE on its minority investment in Navistar and on its procurement and technological development joint ventures with Navistar

Bankruptcy, Workout and Restructuring

  • Pernix Therapeutics on the sale of substantially all of its assets to affiliates of Highbridge Capital Management through its Chapter 11 bankruptcy
  • James River on the sale of substantially all of its assets in a series of sales pursuant to Section 363 of the Bankrputcy Code
  • Pernix on its acquisition of assets of Orexigen pursuant to Section 363 of the Bankruptcy Code
  • The ad hoc lender groups on governance matters relating to Fusion Connect’s and CTI Food’s Chapter 11 restructurings

Recognition

Mr. Davis is consistently recognized as a leader in the legal industry:

  • Chambers USA – Corporate/M&A, Leading Individual
  • IFLR1000 – “Rising Star” 
  • Legal 500 Latin America

Mr. Davis advised Baker Hughes on its combination with GE Oil and Gas, which was awarded “M&A Deal of the Year” at the 2018 IFLR Americas Awards.

Of Note

  • Member, Committee on Mergers, Acquisitions & Proxy Contests, New York City Bar
  • Speaks regularly as a panelist on a variety of topics, including most recently at:
    • Practising Law Institute’s 16th Annual Private Equity Forum
    • The Trout Group’s Private Company Showcase
    • 9th Annual Wall Street Unplugged seminar for life science companies

Professional History

  • Partner, 2007-present
  • London office, 2003-2004 
  • Associate, Davis Polk, 1999-2007 
  • Associate, Mallesons Stephen Jaques, 1998

Bar Admissions

  • State of New York

Education

  • LL.B., University of Tokyo, Faculty of Law, 1996
  • LL.B., University of Sydney Law School, 1997
    • first-class honours
    • University Medal
  • LL.M., Harvard Law School, 1999

Languages

  • Japanese